END-USER SOFTWARE LICENSE AGREEMENT
Between the
European Atomic Energy Community
Represented by the European Commission’s
Directorate-General JRC
Joint Research Centre
Institute for Transuranium Elements
Postfach 2340, D-76125 Karlsruhe
Germany
(hereafter called the "Commission")
and
the 'End-user' of the NUCLIDES.NET program
1.
Definitions
1.1
Software means the NUCLIDES.NET suite of computer programmes
which provides basic nuclear data on more than 2900 radionuclides.
NUCLIDES.NET was developed at the Institute for Transuranium Elements (ITU)
by Dr. J. Magill, is owned by the European Atomic Energy Community and is
protected by copyright laws. The End-user must treat the NUCLIDES.NET
software including the database, the handbook and all related information like
any other copyrighted material (e.g. a book).
1.2
Software Package means the Software and support materials distributed
by the Commission, including but not limited to manuals, flow charts and
specifications relating to the Software and the handbook.
1.3
Use or Used in connection with the Software, as defined below, means
storing any portion of the Software in a machine, and/or transmitting any portion
of the Software to a machine for processing and/or compiling, executing or
interpreting any machine instructions contained in the Software, and/or
displaying any portion of the Software in connection with the processing of such
machine instructions. The term Use or Used in connection with Software
Package (excluding the Software) shall be interpreted in accordance with its
usual and generally understood meaning.
2.
License for Software
2.1
The Community grants to the End-user a personal, non-transferable and
non-exclusive right to use the Software Package solely for internal purposes. For
V:\ralph\JRC -A \nuclides licence agreement final.doc
the purposes of this Agreement the term "End-user" includes the End-user's
wholly owned subsidiaries.
2.2
The End-user shall not infringe the Community's copyright on the Software
Package and on the audio-visual output resulting from use of the Software. The
End-user shall not rent, sell, lease, license, lend or otherwise transfer the
Software Package. Without prejudice to Article 3.1, he shall not make the
Software Package available through any time-sharing or network arrangement to
any third party. He shall not decode and shall not attempt to decode, avoid or
undo the copy protection system incorporated into the software.
2.3
The End-user is not permitted to make any copies or partial copies of the
Software Package for any purpose, except for back-up purposes, without the
prior written consent of the Commission. All proprietary and copyright notices are
precautionary only and do not imply publication. Any copy or partial copy of the
Software Package shall be owned by the Community subject to the license rights
granted to the End-user and shall be "Software Package" under this Agreement.
2.4
The End-user shall retain all right, title and interest to the End-user's data.
The Community shall retain all right, title and interest in the Software.
3.
Protection and Security of Software Package
3.1
The End-user agrees that the Software Package is a confidential trade
secret of the Community. The End-user shall not, without the prior written
consent of the Commission, disclose or otherwise make available the Software
Package or any part thereof, or copies thereof to any third party. The End-user
agrees to ta ke all reasonable measures to distribute the Software Package only
to those of its employees and consultants as are necessary for the Uses licensed
hereunder, and the End-user shall appropriately bind such employee or
consultant to hold the Software Packa ge in confidence and not to disclose the
Software Package to anyone.
3.2
The End-user hereby assures the Commission that he does not intend to
and will not knowingly, without the prior written consent of the Commission,
transmit, directly or indirectly the Software Package.
3.3
Prior to disposing of any media or apparatus, End-user will ensure that
any software contained by such media or stored in such apparatus has been
completely erased or otherwise destroyed.
4.
Disclaimer of warranty
The Community does not represent or warrant that the functions contained in the
Software will meet End-user's requirements, that the Software operation will be
error free or that any defects in the Software are correctable or will be corrected.
The Community disclaims all warranties relating to the Software Package,
expressed or implied, including, but not limited to, any implied warranty against
infringement of third parties property rights, of merchantability and fitness for a
particular purpose. The Community will not be liable for any loss of use,
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interruption of business or consequential damages of any kind, even if the
Community has been advised, knew or should have known of the possibility of
such damages.
5. Indemnification and Limitations of Liabilities
5.1
End-user shall defend at its own expenses any claim, suit or proceeding
brought against End-user or the Community, with exception of those claims set
forth in section 5.2, insofar as it arises from the End-user's use of the Software
Package and shall indemnify and hold the Community harmless for all claims,
damages, costs and expenses awarded to End-user or third parties against the
Community arising from any such claim, suit or proceeding.
5.2
In the event any claim, suit or proceeding is brought against End-user
based on a claim that any portion of the Software Package constitutes an
infringement of patent or copyright, or other proprietary rights of any third party
arising under the End-user's country law, the Community shall have the right, at
its option, to assume the defense of such action. In such event, the Community
shall pay all damages, costs and expenses finally awarded to the third parties
against End-user but shall not be responsible for any compromise made without
its consent. The Community shall have the right, at its option, either to obtain for
End-user the right to continue the use of Software Package, substitute other
computer software with similar operating capabilities, or modify the Software
Package so that they are no longer infringing. In the event that none of the above
options are reasonably available, End-user's sole and exclusive remedy shall be
to terminate this Agreement, to cease using and to return to the Commission all
copies of the Software Package.
5.3
The Community shall have, in addition to any other remedies available to
it, the right to injunctive relief to enjoin breaches of this Agreement. End-user
hereby acknowledges that other remedies are inadequate to protect the
Community's rights.
5.4
The Community shall not be liable to the End-user for any loss or damage
whatsoever or howsoever caused arising directly or indirectly in connection with
this Agreement, the Software Package, its use or otherwise, except that which it
is unlawful to exclude. The Community expressly excludes liability for
consequential loss or damage which may arise in respect of the Software
package, its use, or in respect of other equipment or property, or for loss of profit,
business revenue, loss of contracts, goodwill or anticipated savings. The
Community accepts no liability for any design, system or use of any product
resulting from the use of the Software Package and makes no warranty as to its
completeness or accuracy nor that the Software is free of defects, error-free or is
of a satisfactory technical or scientific quality. Notwithstanding the above, nothing
herein shall be deemed to restrict or exclude any liability of the Community for
death or personal injury to the extent only that the same arises as a result of the
negligence of the Commission , its employees, servants, agents or authorised
representatives. In the event that any limitation or provision contained in this
Agreement shall be held to be invalid for any reason or the Commission
becomes liable for loss or damage that would otherwise have been lawful to
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exclude, such liability shall be subject to other provisions limiting the liability to
the total purchase price.
6.
Termination
6.1
The Agreement may be terminated immediately by the Commission, if the
End-user breaches any of its provisions, upon written notice to the End-user.
6.2
Upon termination, the End-user shall immediately delete the Software and
purge all copies or any portion thereof from any computer storage device or
medium on which the End-user has placed the Software. The End-user shall give
the Commission a written certification that he has complied with all above
obligations.
6.3
The provisions of Sections 2, 3, 5.1, 7.1 shall remain in full force and
effect following the termination of this Agreement.
7.
General
7.1
Neither this Agreement nor any right granted hereunder shall be
assignable or otherwise transferable, and any attempt by End-user to assign or
transfe r this Agreement or any right granted hereunder shall be null and void.
7.2
If any term or provision of this Agreement shall be found to be
unenforceable then, notwithstanding that term, all other terms of this Agreement
shall remain in full force and effect.
7.3
Any changes and supplements to this Agreement are permissible in
writing only. Collateral agreements are effective only when they have been
confirmed in writing.
7.4
Any dispute between the parties resulting from the interpretation or
application of this Agreement which it has not been possible to settle amicably
shall be submitted to the courts of the place where the End-user is domiciled.
7.5
This Agreement shall be governed by the national substantive laws of the
competent court.
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